Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

Connexion Media Limited

ABN

68 004 240 313

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

$\mathbf 1$ ⁺Class of ⁺securities issued or to be issued

Fully paid ordinary shares (escrowed); Tranche A Series 2 Convertible Notes; and

Number of ⁺securities issued or $\overline{2}$ to be issued (if known) or maximum number which may be issued

2,000,000 shares;

6,948 Tranche A Series 2 Notes

Principal terms of the ⁺securities 3 (e.g. if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)

Each share will rank equally with, and will be issued on the same terms as, all other fully paid ordinary shares on issue.

Series 2 Tranche A Convertible Notes are secured unlisted notes having a face value of up to \$694,800. Series 2 Convertible Notes mature on the second anniversary of their issue date (Maturity Date), with 9.95% interest payable per annum. The Series 2 Convertible Notes may be converted at any time after 30 June 2017 up and until the Maturity Date. Series 2 Convertible notes will convert at the lesser of:

$$0.15$ : and
subject to the ASX Listing Rules, $\bullet$ 80% of the last issue price at which the Company issued shares for cash consideration prior to the date of the conversion notice.
Do the ⁺securities rank equally in all respects from the ⁺issue date with an existing ⁺class of quoted +securities?

$\overline{4}$

If the additional +securities do not rank equally, please state:

the date from which they do
the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
the extent to which they do not rank equally, other than in relation to the next dividend, distribution $\Omega$ r interest payment

Issue price or consideration 5

Shares - Yes

Convertible Notes - No. The Convertible Notes do not carry an entitlement to participate in dividends paid on ordinary shares or have any voting rights until they are converted into ordinary shares. Shares issued on conversion of the Convertible Notes will rank equally with existing fully paid ordinary shares.

Shares - payment for services provided pursuant to a placement agreement

Series 2 Convertible Notes - \$694,800

⁺ See chapter 19 for defined terms.

6	Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)	Shares honour the to Company's obligations under a placement agreement. Series 2 Convertible Notes – general working capital purposes
6a	Is the entity an ⁺ eligible entity that has obtained security holder	No
	approval under rule 7.1A? If Yes, complete sections 6b - 6h in relation to the ⁺ securities the subject of this Appendix 3B, and comply with section 6i
6b	The date the security holder resolution under rule 7.1A was passed	N/A
6c	Number of ⁺ securities issued without security holder approval under rule 7.1	Nil
6d	Number of ⁺ securities issued with security holder approval under rule 7.1A	N/A
6e	Number of ⁺ securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)	All securities are being issued with security holder approval obtained at the general meeting held on 10 August 2016.
6f	Number of ⁺ securities issued under an exception in rule 7.2	N/A
6g	If ⁺ securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the *issue date and both values. Include the source of the VWAP calculation.	N/A

6h $N/A$ If ⁺securities were issued under non-cash rule $7.1A$ for consideration, state date on which valuation of consideration was released to ASX Market Announcements
6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements
$\overline{7}$ ⁺Issue dates

Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix $7A$ .

Cross reference: item 33 of Appendix 3B.

8 Number and ⁺class of all ⁺securities quoted on ASX (including the ⁺securities in section 2 if applicable)

Number	⁺ Class
46,379,174	Fully paid ordinary shares
81,557,598	Listed Options exercisable at \$0.20 expiring 27 Feb. 2017

See Annexure 1

Shares - 17 August 2016

Tranche A Series 2 Convertible Notes - 5 July 2016

See chapter 19 for defined terms.

9	Number and ⁺ class of all
	*securities not quoted on ASX
	(including the ⁺ securities in
	section 2 if applicable)

Number	⁺ Class
57,550,000	Ordinary fully paid (subject to escrow)
3,042,172	Unlisted options exercisable at \$0.25 expiring 1 Jan. 2018
7,133,617	Unlisted Options exercisable at \$0.25 expiring on the second anniversary of their issue.
Tranche A Series 2 Convertible Notes	6,948

Dividend policy (in the case of a $10\,$ trust, distribution policy) on the increased capital (interests)

Options and Convertible Notes do not carry an entitlement to participate in dividends paid on ordinary shares until they are converted into ordinary shares

Part 2 - Pro rata issue

11	Is security holder approval required?
12	Is the issue renounceable or non- renounceable?
13	Ratio in which the ⁺ securities will be offered
14	⁺ Class of ⁺ securities to which the offer relates
15	⁺ Record date to determine entitlements
16	on different holdings Will registers (or subregisters) be for calculating aggregated entitlements?

17	Policy for deciding entitlements
	in relation to fractions

18 Names of countries in which the entity has security holders who will not be sent new offer documents

Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7.

Closing date for receipt of 19 acceptances or renunciations

Names of any underwriters 20

Amount of any underwriting fee $21$ or commission

Names of any brokers to the issue $22$

Fee or commission payable to the $23$ broker to the issue
$24$ Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders
If the issue is contingent on $25$ security holders' approval, the date of the meeting
Date entitlement and acceptance $26$ form and offer documents will be sent to persons entitled
If the entity has issued options, $27$ and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders
28 Date rights trading will begin (if applicable)
29 Date rights trading will end (if applicable)

⁺ See chapter 19 for defined terms.

How do security holders sell their 30 entitlements in full through a broker?
How do security holders sell part $31$ of their entitlements through a broker and accept for the balance?
How do security holders dispose 32 of their entitlements (except by sale through a broker)?

33 ⁺Issue date

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

Type of ⁺securities 34 (tick one)
$(a)$ *Securities described in Part 1
$(b)$

All other ⁺securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35
If the 'securities are 'equity securities, the names of the 20 largest holders of the additional ⁺securities, and the number and percentage of additional ⁺securities held by those holders
36

If the 'securities are 'equity securities, a distribution schedule of the additional *securities setting out the number of holders in the categories $1 - 1,000$ $1,001 - 5,000$ $5,001 - 10,000$ 10,001 - 100,000 100,001 and over

A copy of any trust deed for the additional +securities

Entities that have ticked box 34(b)

Number of ⁺securities for which 38 ⁺quotation is sought

⁺Class of ⁺securities for which 39 quotation is sought
Do the ⁺securities rank equally in 40 all respects from the ⁺issue date with an existing ⁺class of quoted ⁺securities?

If the additional ⁺securities do not rank equally, please state:

the date from which they do
the extent to which they $\bullet$ participate for the next dividend, (in the case of a trust, distribution) $O_\Gamma$ interest payment
the extent to which they do not $\bullet$ rank equally, other than in relation to the next dividend, distribution interest $O_\Gamma$ payment
Reason for request for quotation $41$ now

Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another ⁺security, clearly identify that other 'security)

$42$ Number and ⁺class of all ⁺securities quoted on ASX (including the ⁺securities in clause $38)$

Number	⁺ Class

Quotation agreement

⁺Quotation of our additional ⁺securities is in ASX's absolute discretion. ASX $\mathbf{1}$ may quote the ⁺securities on any conditions it decides.
$\overline{2}$ We warrant the following to ASX.
The issue of the 'securities to be quoted complies with the law and is not for an illegal purpose.
There is no reason why those 'securities should not be granted +quotation.
An offer of the 'securities for sale within 12 months after their issue will not require disclosure under section $707(3)$ or section $1012C(6)$ of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no-one has any right to return any 'securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the 'securities be quoted.
If we are a trust, we warrant that no person has the right to return the $\bullet$ *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the 'securities be quoted.
We will indemnify ASX to the fullest extent permitted by law in respect of any $\overline{3}$ claim, action or expense arising from or connected with any breach of the warranties in this agreement.
We give ASX the information and documents required by this form. If any $\overline{4}$ information or document is not available now, we will give it to ASX before *quotation of the *securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Date: (.................................... Company secretary

19/08/2016

Print name:

Sign here:

George Karafotias

== == == == ==

⁺ See chapter 19 for defined terms.

Appendix 3B - Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced 01/08/12 Amended 04/03/13

Part 1

Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate "A", the base figure from which the placement capacity is calculated
Insert number of fully paid ⁺ ordinary securities on issue 12 months before the ⁺ issue date or date of agreement to issue	79,419,770
Add the following: Number of fully paid +ordinary securities issued in that 12 month period under an exception in rule 7.2 Number of fully paid +ordinary $\bullet$ securities issued in that 12 month	15,242,171
period with shareholder approval Number of partly paid +ordinary $\bullet$ securities that became fully paid in that 12 month period
Note: Include only ordinary securities here - other classes of equity securities cannot be added Include here (if applicable) the $\bullet$ securities the subject of the Appendix 3B to which this form is annexed It may be useful to set out issues of $\bullet$ securities on different dates as separate line items
Subtract the number of fully paid *ordinary securities cancelled during that 12 month period	$\Omega$
"A"	94,661,941

⁺ See chapter 19 for defined terms.

Step 2: Calculate 15% of "A"
"B"	0.15 [Note: this value cannot be changed]
Multiply "A" by 0.15	14,199,291
Step 3: Calculate "C", the amount of placement capacity under rule 7.1 that has already been used
Insert number of ⁺ equity securities issued or agreed to be issued in that 12 month period not counting those issued:	$\mathbf{0}$
Under an exception in rule 7.2
Under rule 7.1A $\bullet$
With security holder approval under ۰ rule 7.1 or rule 7.4
Note: This applies to equity securities, unless specifically excluded - not just ordinary securities Include here (if applicable) the ۰ securities the subject of the Appendix 3B to which this form is annexed It may be useful to set out issues of ۰ securities on different dates as separate line items
"C"	0
Step 4: Subtract "C" from ["A" x "B"] to calculate remaining placement capacity under rule 7.1
"A" x 0.15	14, 199, 291
Note: number must be same as shown in Step 2
Subtract "C"	0
Note: number must be same as shown in Step 3
Total ["A" $\times$ 0.15] - "C"	14,199,291
	[Note: this is the remaining placement capacity under rule 7.11

⁺ See chapter 19 for defined terms.

Part₂

Rule 7.1A - Additional placement capacity for eligible entities
Step 1: Calculate "A", the base figure from which the placement capacity is calculated
"A" Note: number must be same as shown in Step 1 of Part 1
Step 2: Calculate 10% of "A"
"D"	0.10 Note: this value cannot be changed
Multiply "A" by 0.10
Step 3: Calculate "E", the amount of placement capacity under rule 7.1A that has already been used
Insert number of ⁺ equity securities issued or agreed to be issued in that 12 month period under rule 7.1A Notes: This applies to equity securities - not just ordinary securities Include here $-$ if applicable $-$ the $\bullet$ securities the subject of the Appendix 3B to which this form is annexed Do not include equity securities issued $\bullet$ under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained It may be useful to set out issues of $\bullet$ securities on different dates as separate line items
``F"

$\bar{\kappa}$

⁺ See chapter 19 for defined terms.

Step 4: Subtract "E" from ["A" x "D"] to calculate remaining placement capacity under rule 7.1A
" $A$ " $\times$ 0.10
Note: number must be same as shown in Step 2
Subtract "E"
Note: number must be same as shown in Step 3
Total ["A" $\times$ 0.10] – "E"
	Note: this is the remaining placement capacity under rule 7.1A

⁺ See chapter 19 for defined terms.

AI assistant

CONNEXION MOBILITY LTD Capital/Financing Update 2016

64739_rns_2016-08-18_20d495ea-fa34-4b5f-bf57-8e1f82368f6f.pdf

Appendix 3B